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General Terms and Conditions

Table of contents

On this page, you will find the various sets of General Terms and Conditions of Cadac Group BV. In these sets of General Terms and Conditions, we indicate the conditions under which we offer you products or services. The appendices referred to below and attached hereto form an integral part of the agreement concluded or to be concluded with you.

The General Terms and Conditions: Introduction applies to all our products and services.

In case you purchase a service and/or a support-service at Cadac Group BV, the ‘Annex 1: additional conditions - Service and Support’ applies on a supplementary basis.

If you are a client and you place orders using Cadac Experts, the Contract for Services and the additional terms and conditions included in appendix 2 apply.

In case you are a freelancer and you receive assignments through Cadac Experts or if you work with us as a referral partner, the ‘Annex 3: additional general terms and conditions of purchase for Cadac Experts freelancers' applies on a supplementary basis.

In the event of any inconsistency, the additional conditions applying specifically to the product or service prevail over the General Terms and Conditions: Introduction and the NL Digital Terms and Conditions 2020.

 

Introduction

Please find our General Terms and Conditions below. They apply whenever you conclude an agreement with us and contain important information for you as buyer. You should therefore carefully read the General Terms and Conditions. We also recommend that you save and print these General Terms and Conditions so that you can re-read them at a later point in time.

Article 1 Definitions
1.1 Cadac Group BV: with its registered office in Heerlen and registered with the Chamber of Commerce under registration number 66766052. 
1.2 Website: the website of Cadac Group BV, can be consulted at www.cadac.com an under all associated sub-domains. 
1.3 Contracting Party: the natural or legal person, acting in a professional or business capacity, that concludes an Agreement with Cadac Group BV and/or has registered on the Website. 
1.4 Agreement: any arrangement or agreement between Cadac Group BV and the Contracting Party, of which agreement the General Terms and Conditions form an integral part. 
1.5 General Terms and Conditions: these General Terms and Conditions: Introduction, one or more of the additional conditions and/or the NLdigital Terms of 2020
1.6 Licence Conditions: The conditions for using the products/services provided by Cadac Group BV.

Article 2 Scope of the General Terms and Conditions
2.1 These General Terms and Conditions apply to all the offers of, Agreements with and supplies by Cadac Group BV, unless expressly agreed otherwise in writing. 

Article 3 Prices and information
3.1 The content of the Website has been compiled with the greatest possible care. However, Cadac Group BV cannot guarantee that all the information on the Website is correct and complete at all times. All prices and other information provided on the Website and in other material issued by Cadac Group BV are therefore subject to programming and typing errors. 
3.2 Some of the information about the products and services offered has come from third parties. Cadac Group BV cannot guarantee that all information is correct and/or up to date and it is therefore offered without any further guarantees. 

Article 4 Formation of the Agreement
4.1 The Agreement will be formed at the moment when the Contracting Party accepts Cadac Group BV’s offer and fulfils the conditions set by Cadac Group BV in that context. 
4.2 If Contracting Party accepted the offer electronically, Cadac Group BV will immediately confirm receipt of the acceptance of the offer electronically. As long as the receipt of this acceptance has not been confirmed, the Contracting Party will be able to terminate the Agreement. Cadac Group BV reserves the right to withdraw the offer up to three (3) working days after the formation of the Agreement.
4.3 If it appears that the Contracting Party has given incorrect data, Cadac Group BV reserves the right to only fulfil its obligations once correct data has been received.
4.4 Cadac Group BV may, within the statutory parameters, investigate whether the Contracting Party is able to meet its payment obligations, as well as verify the facts and factors that are important to conclude the Agreement in a responsible manner. If, following this investigation, Cadac Group BV has good reason not to conclude the Agreement, it will be entitled to refuse an order or request, giving its reasons, or to attach conditions to the fulfilment of an order, such as payment in advance.
4.5 Cadac Group BV reserves the right to decline orders from a Contracting Party that is not acting in a professional or business capacity.

Article 5 Registration 
5.1 To make optimum use of the Website, the Contracting Party must register via the account login facility on the Website.
5.2 At the time of the registration process, the Contracting Party chooses a user name and password with which it can log into the Website after registration. The Contracting Party is responsible for choosing a password that is sufficiently secure. 
5.3 The Contracting Party must keep its login details, user name and password strictly secret. Cadac Group BV is not liable for misuse of the login details and will always assume that a Contracting Party logging onto the Website is actually the Contracting Party or Freelancer. Any activities carried out through the account of the Contracting Party falls under the responsibility and risk of the Contracting Party. 
5.4 If the Contracting Party knows or has reason to suspect that its login details have become available to unauthorised parties, it will be required to change its password as soon as possible and/or to notify Cadac Group BV accordingly to allow Cadac Group BV to take appropriate measures.
5.5 Cadac Group BV has the right to refuse or delete an Account of a Contracting Party at any time without a statement of reasons. An Account shall, in any case, be immediately deleted upon Cadac becoming aware of any abuse.

Article 6 Implementation of Agreement 
6.1 Well before the Agreement is concluded, the manner in which delivery is to take place and the period within which this will be possible will be set out. 
6.2 Cadac Group BV can make (security) requirements for the manner in which products/services to be delivered are delivered and made available. Following the formation of the Agreement, the Contracting Party will receive further instructions on delivery. 
6.3 Cadac Group BV is authorised to engage third parties in the fulfilment of its obligations under the Agreement.

Article 7 Continuing performance contract
7.1 If the Contracting Party purchases a licence, the Contracting Party enters into an Agreement for a set period (continuing performance agreement). The duration of the continuing performance agreement is clearly stated in the ordering process.
7.2 At the end of the period of the continuing performance agreement stated in the ordering process, this continuing performance agreement will be renewed by tacit agreement. This means that the continuing performance agreement will be renewed unchanged for the same period. This automatic renewal can be avoided by amending the settings in the account at least 30 days before the renewal date.
7.3 The continuing performance agreement can be terminated by either party before the end of the period, subject to at least two (2) months’ notice. If the Contracting Party terminates the continuing performance agreement too late, Cadac Group BV will apply the cancellation to the new period and not terminate the continuing performance agreement until the end of this new period.
7.4 After termination, the Contracting Party will not have any further right to use the purchased products and services, unless otherwise agreed. 

Article 8 Payment 
8.1 The Contracting Party shall pay the amounts due to Cadac Group BV in accordance with the ordering procedure and any payment methods indicated on the Website. Cadac Group BV is free to offer any payment method of its choice and may change these methods at any time. In the event of payment after delivery, the Contracting Party will have a payment term of 21 days starting on the day after delivery, unless otherwise agreed.
8.2 In the case of a continuing performance, payment can be made by direct debit. The Contracting Party authorises Cadac Group BV in that case to periodically collect certain amounts. 
8.3 If payment is not received on time, the Contracting Party will, without further notice of default, owe interest on the invoice amount at a rate of 1% per month, calculated from the due date up to and including the date of payment, where part of a month will be regarded as a whole month and without prejudice to the right of Cadac Group BV to claim full damages. All costs associated with collection shall be borne by the Contracting Party and shall be calculated as follows: 15% on outstanding amounts up to EUR 2,500; 10% on the next EUR 2,500 and 5% on the next EUR 5,000, with a minimum of EUR 40. Cadac Group BV may deviate from the aforesaid amounts and percentages in the Contracting Party’s favour.

Article 9 Complaints Procedure
9.1 If the Contracting Party has a complaint about the service provided and/or other aspects of the services provided by Cadac Group BV, then it can submit a complaint to Cadac Group BV via the contact form given on the Website.
9.2 Cadac Group BV will respond to the complaint as soon as possible, and in any case within 5 days after having received the complaint. If it is not yet possible for Cadac Group BV to formulate a substantive response to the complaint by that time, Cadac Group BV will confirm receipt of the complaint within 5 days of having received it and give an indication of the term within which it expects to be able to give a substantive or definitive response to the Contracting Party’s complaint.

Article 10 Liability
10.1 The limitations of liability referred to in the Agreement cease to apply if, and insofar as the damage or loss is a consequence of an intentional act or wilful recklessness on the part of Cadac Group BV’s management.
10.2 Cadac Group BV delivers products/services the use of which is subject to Licence Conditions. The Contracting Party is responsible for complying with the Licence Conditions. Cadac Group BV will never be liable for damage or loss of any sort flowing from a failure to comply with the requirements set down in the Licence Conditions and the Contracting Party therefore indemnifies Cadac Group BV against any claims from third parties, including, but not limited to entitled parties and licence holders of the products/services provided by Cadac Group BV, claims from supervisory authorities and other third parties.

Article 11 Rental of hardware
11.1 In conformity with what has been specified in the NLdigital terms 2020, the following applies to the rental of hardware.
11.2 The Contracting Party is not permitted to transfer, sub-let, pledge or otherwise encumber the hardware without the prior explicit and written approval of Cadac Group BV.
11.3 Cadac Group BV will ensure delivery by post of the hired hardware to the address specified by the Contracting Party within Europe. The risk of loss, theft or damage to the hardware passes to the Contracting Party upon delivery of the hardware to the agreed address by the supplier.
11.4 To the extent permissible under law, the parties agree that Sections 7:203 up to and including 7:211 of the Dutch Civil Code are excluded.
11.5 The risk of loss, theft or damage to the hardware remains with the Contracting Party (after delivery) for the entire hire period, regardless of the cause of the damage. The Contracting Party cannot claim force majeure within the meaning of Section 6:75 of the Dutch Civil Code to Cadac Group BV in this context. In the case of loss, theft or damage to the hardware, the Contracting Party is obliged to immediately inform Cadac Group BV of this in writing. Cadac Group BV will endeavour in such a case to manufacture or replace the hardware (or have it manufactured or replaced) within a reasonable period of time.
11.6 The Contracting Party shall keep the hardware adequately insured against hazards including fire, water damage and theft for the term of the Agreement (at its own cost). The Contracting Party shall ensure that Cadac Group BV is included on any insurance taken out as a third-party beneficiary or co-insured party, as applicable. If this is not reasonably possible, the Contracting Party shall assign its claim to the respective insurer to Cadac Group BV. At the first request of Cadac Group BV, the Contracting Party shall submit copies of the policy for the insurance taken out and/or provide evidence of full and timely payment of the premium.
11.7 On expiry of the Agreement for the hire of hardware, the Contracting Party shall ensure that the hardware is returned to Cadac Group BV by post within 7 days. Cadac Group BV will send the instructions for shipping the hardware and bear the shipping costs, assuming that the hardware is returned to Cadac Group BV from Europe.

Article 12 Personal data protection
12.1 When collecting and (further) processing personal data in the context of the Agreement from or on behalf of the Contracting Party, Cadac Group BV will comply with its obligations arising from the General Data Protection Regulation (GDPR), the GDPR Implementation Act and, as of its entry into force, the ePrivacy Directive and related laws and regulations, and will take appropriate protective measures to ensure this. For more information on how Cadac Group BV handles personal data, please refer to Cadac Group BV’s privacy statement. This privacy statement forms a part of the Agreement with Cadac Group BV.

Article 13 Representation
13.1 If the Contracting Party acts on behalf of one or more third parties, it will be liable to Cadac Group BV as if it were the Contracting Party itself, without prejudice to the liability of those other parties.
13.2 If Cadac Group BV enters into an Agreement with a company in formation, the founders will also remain jointly and severally liable for the whole, even after the ratification of the Agreement.

Article 14 Final provisions
14.1 Dutch law applies to the Agreement. 
14.2 Insofar as not stipulated to the contrary by rules under imperative law, all disputes that may arise as a result of the Agreement shall be put before the competent Dutch court in the district in which Cadac Group BV is established. 
14.3 If one provision in these General Terms and Conditions becomes null and void, this will not affect the validity of the General Terms and Conditions as a whole. In this case, the Parties will define a new provision or provisions to replace the old one(s) that as far as possible under the law expresses the intention of the original provision.
14.4 The term “written" in these General Terms and Conditions shall also be understood to include communication by e-mail and fax, providing the identity of the sender and the integrity of the e-mail is sufficiently established.
14.5 The Dutch text shall prevail when explaining and interpreting these General Terms and Conditions.

Contact details
If, after reading these General Terms and Conditions, you have questions, complaints or comments, please contact us in writing, by telephone or using our contact form.

Cadac Group BV 
Nieuw Eyckholt 282
6419 DJ, Heerlen
Tel +31 088 9322 510
Chamber of Commerce 66766052 
VAT NL856689439B01

 

 

Annex 1: additional conditions Service & Support

Our Support Desk helps you get the most out of your software investment and avoid unexpected support costs charged to your overheads or problems that prevent you carrying out essential tasks or projects.

Support from the Support Desk

You can submit all technical support queries in relation to the applications supported by us online. This centralised system means that incoming support queries are effectively streamlined, support requests are handled quickly and efficiently with a response time of 2 hours in most cases, and you can see the status of your support request at all times.

Cadac Advanced Support

This unique support option consists of an annual Autodesk Subscription, update training and unlimited access to our Support Desk for the application for which you purchased Cadac Advanced Support. In addition to the latest software updates and the other benefits of Autodesk Subscription, Cadac Advanced Support enables you to budget for your CAD overhead costs on an annual basis.

  • Your consent is required for remote support. All activities carried out remotely on your device or within your systems by or on behalf of Cadac Group are performed at your own cost and responsibility.
  • Cadac Group and the Support Desk do not give any guarantees in relation to the resolution of the reported problems and does not give any guarantees with respect to the term within which a solution for your problems will be proposed.

Cadac Consultancy

There may be occasions when our Support Desk is not able to offer a solution and your support request or problem requires a consultancy service. Cadac Group may provide this service on-site or remotely.

Rates
½ day rate *= € 650
Day rate* = € 1200**
Extra hours = € 170
Additional charge for emergency response < 12 hours = + 50%
* No rights may be derived from the rates shown. 
** € 100 reduction throughout the subscription term with automatic subscription renewal.

Weekend & bank holiday surcharge

An additional charge is added to of the basic rate for work carried out on a Saturday, Sunday or a bank holiday.

  • Saturdays basic rate x 150%
  • Sundays and bank holidays basic rate x 200%

Cadac Consultancy terms and conditions

  • The minimum purchase obligation for consultancy is 2 hours, provided remotely from Cadac Group BV. If a minimum of ½ day, work can be carried out either remotely or in situ.
  • The ½ day rate is inclusive of travel time and expenses and is based on max. 3½ working hours per day at your premises or max. 4 working hours at the Cadac Group premises.
  • The day rate is inclusive of travel time and expenses and is based on max. 7 working hours per day at your premises or max. 8 working hours at the Cadac Group premises.
  • The additional charge for emergency response applies from the moment we provide a consultant to resolve an urgent problem.
  • The response time is the period of time between the request for support on site and the consultant actually being on-site (time measured between 8:30 and 17.00).

 

Annex 2: Contract for services for clients and general terms and conditions for clients

1. The undersigned

The private company Cadac Group BV, with its registered office and place of business in Heerlen at Nieuw-Eyckholt 282 in 6419 DJ Heerlen (hereinafter referred to as: "the Contractor");

and

2. The client

The Client and the Contractor are also jointly referred to as the "Parties" and individually as a "Party". 

Taking into account that

1. Cadac operates the Cadac Experts platform, where potential clients and freelancers in the field of ICT in the broadest sense of the word can contact each other to carry out assignments.

2. The Client runs a company and needs ICT support for one or more specific projects.

3. The Parties wish to record the arrangements made in this agreement (hereinafter: the "Agreement").

They declare to have agreed as follows:

Article 1: Services

1.1 The services offered by the Contractor consist of:

a) offering Cadac Experts and access to the Database of Freelancers contained therein;

b) ensuring that the assignment is carried out by the Freelancer(s) chosen by the Client (hereinafter referred to as: "the Freelance Assignment");

(hereinafter referred to as: "the Services"). 

1.2 Prior to placing a profile of a Freelancer in the Cadac Experts database , the Contractor will only verify the Freelancer's identity and diplomas..

1.3 The Contractor does not guarantee that the chosen freelancer can and will actually carry out the Freelance Assignment as agreed between the Client and the Freelancer in a proper manner.

Article 2: Assignment

2.1 The Contractor will, in each case on the basis of an Assignment received from the Client, hire the Freelancer(s) selected from Cadac Experts on the Client's instructions and make them available to the Client for the performance of the assignment agreed upon via Cadac Experts.

2.2 A separate agreement will be concluded for each Assignment (hereinafter referred to as: "the Assignment"), in which the following subjects will, in any case, be recorded:

a) Name of the selected Freelancer(s);

b) Nature and description of the work;

c) Start and end date of work;

d) Location of the work to be carried out;

e) Price, as well as travel and accommodation costs;

f) All other additional and/or deviating agreements.

In the event of any conflict between the agreements contained in this Agreement and those contained in the Assignment, the provisions of the Assignment will prevail.

2.3 The Client will communicate independently and directly with the Freelancer(s) about the work to be carried out within the framework of the Assignment and will therefore also independently agree with the Freelancer on the points under Article 2.2. Therefore, the Contractor cannot guarantee the correctness and practicability of the work to which the Assignment relates, nor whether the Freelancer(s) possess(es) the necessary qualities, knowledge and other characteristics to carry out the Assignment properly. The Client will make the arrangements with the the Freelancer(s) about the work to be carried out within the framework of the Assignment entirely at its own expense and risk.

2.4 If, in the context of the Freelance Assignment, the Client and the selected Freelancer(s) deviate from the Assignment, the consequences thereof will be entirely at the expense and risk of the Client. If and insofar as Client and the Freelancer have agreed on a higher assignment price for the Freelance Assignment, then the fee payable by the Client to the Contractor will be calculated on the basis of this higher assignment price.

2.5 Assignments can only be given in writing. The Contractor is not bound by an Assignment until it has confirmed it or commenced its performance.

Article 3: Reimbursement and invoicing

3.1 The fee for the Services owed by the Client under this agreement is included in Appendix 1.. 

3.2 The Client will pay the Contractor's invoices within fourteen (14) days of the invoice date.

3.3 The Contractor is at all times entitled to set off an amount due to the Client under this Agreement against an amount due from the Client under any heading whatsoever, even if the claims of the Contractor are not (yet) due and payable.

Article 4: Term

4.1This Agreement was entered into for an indefinite period of time with effect from [date]. The Client and the Contractor both have the right to terminate this agreement at the end of a calendar month with due observance of a notice period of at least one (1) month. The applicability of Article 7:408(1) of the Dutch Civil Code is expressly excluded.

4.2 The termination of this Agreement will have no effect on ongoing Assignments. Ongoing Assignments will be dealt with in accordance with the arrangements made as if the Agreement had not been terminated. The obligation to pay the Fee due for the current Assignment will therefore remain in force.

4.3 Without prejudice to the rights that the Contractor has under the law, the Contractor is entitled to terminate this Agreement and any Assignment arising therefrom by means of a registered letter, extrajudicially and with immediate effect, if:

The Client (provisionally) suspends payments, a petition for bankruptcy has been filed against him/her, has been declared bankrupt, or has otherwise lost the free disposal of his/her assets, all this regardless of whether that situation is irrevocable;

The Client remains in default, even after a written notice period in which a period of seven (7) days to fulfill its obligations under this Agreement has been set;

The Client acts in violation of Article 4.4 of the general terms and conditions or acts in any way that may be harmful or prejudicial to Cadac and/or Cadac Experts; or

The Client approaches and/or treats a Freelancer included in the Cadac Experts database in any way that is unfair or inappropriate.

In the event of premature termination of the Agreement by the Contractor, the Contractor will not be liable to pay the Client any compensation.

Article 5: General terms and conditions

5.1 The general terms and conditions of the Contractor apply to this Agreement. The general conditions are attached as Appendix 2 to this Agreement. In case of conflict between provisions of the general terms and conditions and provisions of this Agreement, the provisions of this Agreement will prevail.

Article 6: Liability

6.1 The Contractor is not liable for any acts and/or omissions on the part of the Freelancer and the way in which the Freelancer carries out the Assignment agreed between the Client and the Freelancer.

6.2 The Contractor will only accept liability for direct damage to persons or property caused by a shortcoming or error attributable to the Contractor in the context of the performance of the Services, and up to an amount equal to the amount of the Commission (as defined in Appendix 2), excluding VAT, of the Assignment where or in connection with which the damage occurred. This limitation of liability will not apply in the event of intent or gross negligence on the part of the Contractor or its executives.

6.3 The Client will indemnify the Contractor against claims from third parties, including the Client's Freelancers, for compensation of damages insofar as the damage is the result of the acts or omissions of the Client or third parties that fall within its sphere of risk.

Article 7: Unlawful competition

7.1 If, during this Agreement and for a period of one (1) year after the end of the Agreement—irrespective of the manner in which and the reasons why the Agreement was terminated—the Client approaches Freelancers found through the Cadac Experts database without the written permission of the Contractor, in order to carry out work other than for the Contractor, the Contractor will regard this as unlawful competition or, at least, unlawful conduct towards the Contractor.

7.2 In the event of unlawful competition or in the event of unlawful acts towards the Contractor by the Client, the Client will forfeit to and on behalf of the Contractor a penalty of EUR 10,000 per infringement and of EUR 250 for each day that the infringement continues, without prejudice to the Contractor's right to compensation for the damage caused by the infringement and without prejudice to the Contractor's right to demand compliance with this Agreement.

Article 8: Other provisions

8.1 This Agreement is a contract for services within the meaning of Articles 7:400 et seq. of the Dutch Civil Code.

8.2 This Agreement contains the entire agreement between the Client and the Contractor with respect to the subject matter and supersedes any other agreement between the Parties hereto.

8.3 If one or more provisions of this Agreement are void or nullified, the validity of the remaining provisions will not be affected. The Parties are obliged to replace invalid or nullified provisions by valid provisions with, where possible, the same intention.

8.4 Deviations from this Agreement can only be agreed in writing.

8.5 The appendices to this Agreement form an integral part of this Agreement.

Article 9: Applicable law and competent court

9.1 This Agreement and the rights and obligations arising from it are exclusively governed by Dutch law.

9.2 The Parties are obliged to submit any disputes relating to this Agreement to the competent court in the district of Limburg, Maastricht. The Parties will make every effort to resolve any dispute amicably.

Appendices:

A. Payment

B. General terms and conditions of Cadac Experts for Clients.

APPENDIX A: Fee

The Client must pay the Contractor a fee for the Services equal to the assignment price agreed between the Client and the Freelancer, plus VAT and any travel and accommodation expenses.

De opdrachtsom wordt vastgesteld aan de hand van onderstaande tabel:

Fee per day *      Region

EUR 1.200 Benelux and UK

* VAT not included

This represents an indication fee per region. The freelancer decides what fee he charges.

The freelancer will charge the client the total amount, VAT and possible travel and accomodation costs included.

APPENDIX B: Cadac Experts General Terms and Conditions for Clients

Article 1: Definitions

1.1 The following terms are used in this document:

a) "Cadac" means Cadac Group BV, registered at the Chamber of Commerce under number 29039048, or any of its affiliated companies;

b)  "Agreement" refers to these general terms and conditions, together with the relevant quotations or order confirmations provided by or agreements concluded with Cadac, in which the terms and conditions for the performance of services by Cadac for the Client are included;

c)  "Services" means the services and all related or resulting products, services and results to be provided by Cadac;

d) "Client" means any person or legal entity entering into an agreement with Cadac;

e) "Cadac Experts" means the platform on the website https://www.cadac.com/en-gb/experts/ for which the Client can create an Account to search the Database and contact Freelancers as part of the implementation of an ICT assignment;

f) "Account" means a digital profile that provides a Client or Freelancer access to Cadac Experts and the Database using personal login details;

g) "Freelancer" means a natural, self-employed person who makes himself/herself available to perform assignments for the Client and creates an Account on Cadac Experts for that reason;

h)  "Database" means the Freelancers database that Cadac makes accessible to Clients with an Account via Cadac Experts.

Article 2 Applicability

2.1  These general terms and conditions apply to all offers and/or agreements made or entered into by Cadac with a Client as well as to the execution thereof within the framework of Cadac Experts.

2.2  These general terms and conditions supersede and overrule any terms and conditions of purchase used by the Client. Deviating terms and conditions are only applicable if and insofar as they have been explicitly agreed in writing between Cadac and the Client for each individual agreement.

2.3  Once an agreement has been concluded under these general terms and conditions, such as the creation of an account on Cadac Experts, the Client agrees to the application of these general terms and conditions to further agreements, such as any assignment placed via Cadac Experts, unless otherwise agreed in writing.

Article 3: Account and Agreement

3.1 The Agreement between the Client and Cadac is concluded at the moment that the Client creates an account on Cadac Experts. The Agreement is of indefinite duration.

3.2 The Client creates an Account by completing the registration form on Cadac Experts fully and truthfully. The Client guarantees that all data he/she enters is correct, complete and without reservation.

3.3 By creating an Account, the Client authorises Cadac to confirm the correctness of the Client's data. The Client will demonstrate the accuracy of the data entered at Cadac's first request by providing documentary evidence, such as, but not limited to, copies of proof of identity and/or an extract from the Chamber of Commerce trade register. A check will also be performed to make sure that the Client is not directly or indirectly acting as an intermediary or that the Client is not otherwise involved in any form of employment mediation. However, Cadac is not obliged to investigate the correctness, completeness or reliability of the provided data and/or the information and assignment posted via the Client's Account.

3.4 The Client guarantees the correctness, completeness and reliability of the data and information provided to Cadac by or on behalf of the Client.

3.5 If Cadac chooses to carry out a check as referred to in Article 3.3, an Account will only become final after the Client check has been completed to Cadac's satisfaction and will then become visible on Cadac Experts.

3.6 Cadac has the right to refuse or delete an Account of the Client at all times without giving reasons. Cadac will refuse the Client's Account in any case if the check reveals that the Client is directly or indirectly acting as an intermediary or is otherwise involved in any form of employment mediation. An Account will be deleted immediately if Cadac determines that abuse has occurred.

3.7 An Account on Cadac Experts is personal and non-transferable.

3.8 The Client will indemnify Cadac against claims from Freelancers and/or third parties as a result of the provision of incorrect, misleading and/or incomplete information about the Client on Cadac Experts.

3.9 By creating an account, the Client gives Cadac permission to publish the Client's data on Cadac Experts from the moment the account is created.

3.10 Verbal commitments or agreements with Cadac or its personnel are only binding if they have been confirmed in writing.

3.11 Cadac has the right, at its own discretion, to engage one or more third parties for the execution of the Agreement.

3.12 These general terms and conditions apply in full to any amendments to the Agreement.

3.13 An Agreement can be terminated in writing at any time with due observance of a term of at least 1 month. Termination of the Agreement does not affect the Assignments already given. These must be completed in accordance with the Agreement. Within 1 week after the end date of the Agreement, Cadac will delete the Account and all of the Client's data, insofar as this data is not covered by a legal retention obligation. The Client can also delete his/her data directly via "My account".

3.14 Cadac will delete the Client's Account if it has been inactive for 2 years. The Client's data will be removed or stored in accordance with Article 3.13 of these general terms and conditions.

Article 4: Using Cadac Experts

4.1 Cadac manages and maintains Cadac Experts and ensures that Cadac Experts is up-to-date at all times. Cadac develops new functionality for Cadac Experts. Clients can express their wishes in this regard to Cadac.

4.2 Cadac strives for optimal use of Cadac Experts for the Client and other users. This requires that the use of Cadac Experts and the Database can be monitored and analyzed to the user level. The Client agrees to this.

4.3 The Client must use his/her Account, Cadac Experts and the Database exclusively for the purpose for which they are intended, namely to find suitable Freelancers for specific assignments and then provide these specific assignments via Cadac Experts. The Client will refrain from any improper use.

4.4 The Client is, in any case, not allowed to use the Account, Cadac Experts and/or the Database for:

a)     (Commercial) purposes other than activities directly related to  finding suitable Freelancers for specific assignments and subsequently providing these specific assignments via Cadac Experts;

b)     Posting and/or sending incorrect, incomplete and/or misleading information in general and in particular about the Client himself/herself, third parties and/or the (possible) assignment;

c)     Posting and/or sending information, documentation etc. in which illegal activities of any kind are discussed and/or promoted;

d)     Carrying out any activity that takes up an unreasonable or extraordinary amount of any infrastructure of Cadac Experts and/or the Database;

e)     The automated retrieval and/or reuse of (substantial) parts of the contents of the Database (spidering, harvesting and exploiting) via Cadac Experts or parts thereof, such as by means of a search program. 

4.5 The Client will not perform any actions that impair the functionality of Cadac Experts and/or the Database or in any way limit or cause or may cause the Database to be accessible to third parties and/or to no longer be accessible to other users.

4.6 The Client is obliged to report to Cadac any abuse by third parties that he/she finds or suspects.

4.7 Cadac Experts is not liable for any damage resulting from the inaccessibility of Cadac Experts and/or technical defects on Cadac Experts. If, as a result of a malfunction on Cadac Experts, incorrect information is available on Cadac Experts or incorrect Assignment requests are issued by the Client or accepted by the Freelancer, this cannot be attributed to Cadac.

Article 5: Cadac's role

5.1 The Services offered by Cadac consist of:

a)     Offering Cadac Experts and access to the Database of Freelancers contained therein; and

b)     facilitating the selected Freelancer's execution of the assignment agreed between the Client and the Freelancer.

5.2 The Client communicates independently and directly with Freelancer(s) about the work to be carried out within the framework of the assignment and therefore also independently agrees on the content of the assignment with the Freelancer.

5.3 The Freelancer is free to refuse an assignment from the Client at all times.

5.4 Cadac is not responsible for the quality of Freelancers in the Database and the way in which the Freelancer performs his/work work in the context of the assignment.

5.5 Cadac is not an intermediary, secondment agency or otherwise involved in any form of job placement.

Article 6: Intellectual property

6.1 All intellectual property rights relating to Cadac Experts, the Database and the Services, including all intellectual property rights to and in (i) all technology and software incorporated or processed in or forming part of Cadac Experts and (ii) the content on or a part of Cadac Experts and all elements that form part of or are included in (or form a collection or composition of) any of the foregoing, and in respect of everything that Cadac develops, manufactures or provides, including advice and illustrations, are owned by Cadac.

6.2 The conclusion of an agreement with Cadac will never give rise to any (joint) ownership or right of use with regard to the intellectual property rights referred to in Article 6.1.

6.3 The Client will not infringe the intellectual property rights of Cadac.

6.4 If a dispute arises between Cadac and the Client concerning intellectual property, Cadac is presumed to be the rightful owner, unless the Client can prove otherwise.

6.5 Cadac has the right to use the Client's name and logo for marketing purposes in external communications and on social media.

Article 7: Payment

7.1 The Client must pay Cadac a fee for the Services equal to the assignment price agreed between the Client and the Freelancer, plus VAT and any travel and accommodation expenses.

7.2 Within 14 days after completion of the Assignment, Cadac will pay the assignment price including VAT and any travel and accommodation expenses to the Freelancer, less the commission to which Cadac is entitled.

7.3 If Cadac takes on additional Services without an explicit fee being stipulated in the Agreement, Cadac is entitled to charge a reasonable fee for this.

7.4 Cadac invoices the amount due in advance when placing an assignment.

7.5 As long as the Client does not place an assignment, he/she does not have to pay any fee for the use of Cadac Experts and the creation of an Account.

7.6 If, in future, Cadac wants to charge the Client for having an Account on Cadac Experts, the Client will be informed in good time. If the Client does not agree with the increase in costs, the Client will be given the opportunity to terminate the agreement with Cadac and to delete the Account.

Article 8: Delivery time

8.1 The delivery times indicated by and agreed with Cadac are approximate and are not to be regarded as strict deadlines. Exceeding the delivery time does not oblige Cadac to pay compensation and does not give the Client the right not to fulfill or suspend its obligations arising from the Agreement. Cadac is not responsible for the execution of the order by the Freelancer within the agreed assignment period. If the Freelancer does not carry out the assignment or does not carry it out on time, Cadac will not owe any compensation.

Article 9: Force majeure

9.1 If Cadac is prevented from fulfilling the Agreement due to force majeure, it will be entitled to suspend the performance of the Agreement. In that case, the Client is not entitled to compensation for damage, costs or interest.

9.2 Force majeure is understood to mean, among other things: Extreme weather conditions, fire, flooding, accident, illness or striking of personnel, illness or death of the Freelancer, business interruption, stagnation in transport, power failure, cyberterrorism or other types of cyber attacks, security incidents, corruption or loss of data, disturbing legal provisions and the late delivery of goods or services by third parties that have been engaged by Cadac.

9.3 In the event of a situation of force majeure, Cadac shall be entitled to terminate the Agreement, for the part that cannot be performed, by means of a written statement. If the force majeure situation lasts longer than 6 weeks, the Client is also entitled to terminate the Agreement, for the part that cannot be performed, by means of a written statement.

9.4 If, at the time of the occurrence of the force majeure situation, Cadac has already partially fulfilled its obligations or can only partially fulfill its obligations, it will be entitled to invoice the part already delivered or the part that can be delivered separately and the Client will be obliged to pay this invoice as if it were a separate Agreement.

Article 10: Faults and complaints

10.1 Cadac guarantees the soundness of the Services provided in accordance with what the Client can reasonably expect on the basis of the Agreement.

10.2 Cadac will make every effort to keep Cadac Experts and the Database available online. If Cadac Experts and/or the Database cannot be used in whole or in part by the Client, Cadac will make every effort to ensure that Cadac Experts and/or the Database are fully accessible to the Client again within 1 day. If the problems cannot be solved within 1 day, the Client will be informed by e-mail and (if possible) via Cadac Experts.

10.3 The Client must inform Cadac in writing of any inaccuracies in Cadac's invoices within 5 days of the invoice date, failing which the Client will be deemed to have approved the invoice.

10.4 Complaints will not suspend the Client's payment obligations.

10.5 After the discovery of a shortcoming in a Service, the Client is obliged to do everything necessary to prevent or limit damage, including reporting this to Cadac as soon as possible.

10.6 Cadac makes no guarantees as to:

a) The functionality, compatibility with specific software browsers or performance of Cadac Experts and/or the Database.

b) Finding suitable Freelancers in the database.

Article 11: Advice

11.1 Cadac strives for the best possible results with its advice and other information, but cannot provide any guarantee for this.

11.2 The advice issued by Cadac is exclusively intended for the Client. Third parties cannot derive any rights from this.

11.3 Except with the prior written consent of Cadac, the Client is not permitted to publish the content of advice from Cadac or to make it available to third parties in any other way.

Article 12: Payment

12.1 Payment by the Client to the Freelancer takes place through Cadac.

12.2 Unless otherwise agreed in writing, payment of Cadac's invoices must be made within 14 days of the invoice date in the currency stated on the invoice and exclusively in the manner indicated on the invoice.

12.3 Cadac will at all times be entitled to demand full or partial payment in advance and/or to obtain security for payment in some other way.

12.4 Cadac has the right to invoice its services in separate parts.

12.5 The Client waives all rights to suspension and set-off. Cadac is at all times entitled to set off all amounts owed to the Client against amounts owed to Cadac by the Client and/or companies affiliated with the Client, whether or not due and payable.

12.6 If payment is not received on time, the Client will, without further notice of default, owe interest on the invoice amount at a rate of 1% per month, calculated from the due date up to and including the date of payment, whereby part of a month will be regarded as a whole month and without prejudice to the right of Cadac to claim its full damages.

12.7 All costs associated with the collection will be borne by the Client. The extrajudicial collection costs amount to at least 15% of the amount to be collected, with a minimum of EUR 200.

12.8 The entire invoice amount will be immediately and fully due and payable in the event of late payment of an agreed term on the due date, as well as in the event that the Client becomes bankrupt, applies for (provisional) suspension of payments, is declared subject to the Dutch statutory debt rescheduling scheme (WSNP) and/or if any attachment is charged to the Client. If one of the above situations arises, the Client is obliged to inform Cadac immediately.

12.9 Payments made by the Client will always be applied first to settle the costs owed, then to settle the interest owed and then to settle the longest outstanding payable invoices, even if the Client states that the payment relates to a later invoice.

Article 13 Cancellation

13.1 The Client may only cancel an assignment issued by Cadac Experts if the Client reimburses Cadac for all costs reasonably incurred for the execution of the assignment and for the activities of Cadac and the commission owed for this assignment, plus VAT.

13.2 If the Client has opted for flexible booking when issuing the Assignment, the Client will be entitled to amend or cancel an Assignment up to 5 days before the start of the Assignment.

Article 14: Liability and indemnity

14.1 Cadac is not liable for any acts and/or omissions on the part of the Freelancer and the way in which the Freelancer carries out the Assignment agreed between the Client and the Freelancer.

14.2 Cadac will only accept liability for direct damage to persons or property caused by a shortcoming or error attributable to it in the context of the performance of the Services. This limitation of liability will not apply in the event of intent or gross negligence on the part of Cadac or its executives.

14.3 The Client indemnifies Cadac against claims from third parties, including Freelancers, for compensation of damages insofar as the damage is the result of the acts or omissions of the Client or third parties that fall within its sphere of risk.

14.4 Cadac is not liable for advice or recommendations given to the Client, unless such advice or recommendations form part of a specific consultancy assignment.

14.5 In all cases in which Cadac is obliged to pay compensation, this will never exceed an amount equal to the assignment price excluding VAT and any agreed travel and accommodation costs, for the Assignment in which or in connection with which the damage occurred. If the damage is covered by Cadac's business liability insurance, the compensation will never exceed the amount actually paid out by the insurer in the case in question.

14.6 Any claim against Cadac, unless it has been acknowledged by Cadac, will lapse by the mere passing of 12 months after the claim has arisen.

14.7 The Client will indemnify Cadac and Cadac's employees against claims from third parties (including administrative and/or criminal penalties), including Cadac employees, who suffer damage in connection with the performance of the Agreement as a result of the acts or omissions of the Client and/or the inaccuracy or incompleteness of data or information provided by or on behalf of the Client.

14.8 Complaints about performance and/or claims for compensation based on acts and/or omissions on the part of the Freelancer, without Cadac's direct involvement, must be addressed to the Freelancer. Cadac reserves the right to intervene in legal proceedings between the Client and the Freelancer, or to join the side of a party.

Article 15: Protection of personal data

15.1 When collecting and processing personal data in the context of the Agreement from or on behalf of the Client, Cadac will comply with its obligations arising from the General Data Protection Regulation (GDPR), the GDPR implementation act and, as of its entry into force, the ePrivacy Directive and related laws and regulations, and will take appropriate protective measures. For more details on how Cadac handles personal data, please refer to Cadac's privacy statement. This privacy statement is part of the Agreement with Cadac.

15.2 When using and processing Freelancers' personal data obtained via Cadac Experts, the Client will comply with the General Data Protection Regulation (GDPR), the GDPR implementation act and, as of its entry into force, the ePrivacy Directive and related laws and regulations and will take appropriate protective measures. Under no circumstance will the Client use the personal data for a purpose other than that for which it was obtained.

15.3 The Client will indemnify Cadac against all claims by third parties (including in any case Freelancers and government agencies), financial government sanctions and costs (including costs of legal assistance) arising from a violation by the Client of any statutory provision and obligation arising from these general terms and conditions with regard to the processing of personal data.

15.4 The Client is responsible for the security and confidentiality of the username and password chosen by him/her. The Client is not permitted to share its username and/or password with third parties. In the event of misuse or a suspicion thereof, the Client must inform Cadac immediately, within 24 hours at the latest.

Article 16: Representation

16.1 If the Client acts on behalf of one or more third parties, it will be liable to Cadac as if it were the Client itself, without prejudice to the liability of those other parties.

16.2 If Cadac enters into an Agreement with a company in formation, the founders remain jointly and severally liable for the whole even after ratification of the Agreement.

Article 17: Applicable law and competent court

17.1 The Agreement(s) between Cadac and the Client will be governed by Dutch law.

17.2 All disputes between Cadac and the Client will be settled exclusively by the competent court in Limburg, Maastricht, the Netherlands. Notwithstanding this provision, Cadac also has the right at any time to submit a dispute or claim to the competent court of the place where the Client is located or has its actual registered office.

Article 18: Final provisions

18.1 The nullity or voidability of any provision of these terms and conditions or of Agreements to which these terms and conditions apply will not affect the validity of the remaining provisions. Cadac and the Client are obliged to replace provisions that are void or nullified by valid provisions which, where possible, have the same intention as the void or nullified provision.

18.2 The Dutch text will be decisive in explaining and interpreting these general terms and conditions.

1.T

 

Appendix 3: General terms and conditions of Cadac Experts for Freelancers

Article 1: Definitions

1.1 The following terms are used in this document:

a)"Cadac" means Cadac Group BV, registered in the Dutch Trade Register under number 29039048, or any of its affiliated companies.

b)"Agreement" refers to these general terms and conditions, together with the relevant quotations or order confirmations provided by Cadac or agreements concluded, in which the terms and conditions for the performance of services by the Freelancer for Cadac are included.

c) "Client" means any legal entity that places an order with a Freelancer from the Database via Cadac Experts.

d)"Cadac Experts" means the platform on the website https://www.cadac.com/en-gb/experts/, for which the Client can create an Account to search the Database and contact Freelancers as part of the implementation of an ICT assignment.

e)"Account" means a digital profile that provides a Client or Freelancer access to Cadac Experts and the Database using personal login details.

f) "Freelancer" means a natural person who works as a self-employed person and makes himself/herself available to perform ICT services for Clients and for that reason creates an Account on Cadac Experts.

g)"Database" means the Freelancers database that makes Cadac accessible to Clients with an Account via Cadac Experts.

Article 2: Applicability

2.1 These general terms and conditions apply to all offers and/or agreements made or entered into by Cadac with a Freelancer as well as to the execution thereof within the framework of Cadac Experts.

2.2 These general terms and conditions apply, to the exclusion of the terms and conditions used by the Freelancer. Deviating terms and conditions are applicable only if and insofar as they have been explicitly agreed in writing between Cadac and the Freelancer for each individual agreement.

2.3 The Freelancer, once an agreement has been made to which these terms and conditions apply, agrees to the application of the terms and conditions to all further agreements, unless otherwise agreed in writing.

Article 3: Account and Agreement

3.1 The Agreement between the Freelancer and Cadac is concluded at the moment that the Freelancer creates an account on Cadac Experts. The Agreement is of indefinite duration.

3.2 The Freelancer creates an Account by completing the registration form on Cadac Experts completely and truthfully. The Freelancer guarantees that all data he/she enters is correct, complete and without reservation.

3.3 By creating an Account, the Freelancer entitles Cadac to check the correctness of the Freelancer's data. The Freelancer shall prove the accuracy of the data entered at Cadac's first request by providing documentary evidence, such as, but not limited to, copies of proof of identity and/or diplomas and certificates. However, Cadac is not obliged to investigate the correctness, completeness or reliability of the data provided to it and/or the information posted through the Freelancer's Account.

3.4 The Freelancer guarantees the correctness, completeness and reliability of the data and information provided to Cadac by or on behalf of the Freelancer.

3.5 If Cadac chooses to carry out a check as referred to in Article 3.3, an Account shall become final only after the Freelancer check has been successfully completed in the opinion of Cadac and shall then become visible on Cadac Experts.

3.6 Cadac has the right at all times to refuse or delete an Account of the Freelancer without giving reasons. An Account shall in any case be deleted as soon as Cadac is of the opinion that it has been abused.

3.7 An Account on Cadac Experts is personal and non-transferable.

3.8 The Freelancer shall indemnify Cadac against claims from Clients and/or third parties as a result of the provision of incorrect, misleading and/or incomplete information about the Freelancer on Cadac Experts.

3.9 By creating an account, the Freelancer gives Cadac permission to publish the Freelancer's data on Cadac Experts from the moment the account is created. The Freelancer's data is accessible to Clients. The Freelancer's data is visible  to visitors of Cadac Experts without an Account. The first name, location, expertise tags and a short summary of the Freelancer's profile are visible without an account.

3.10 Verbal commitments or agreements by or with its personnel are binding to Cadac only if they have been confirmed in writing.

3.11 Cadac has the right, at its own discretion, to engage one or more third parties for the execution of the Agreement.

3.12 These general terms and conditions apply in full to any amendments to the Agreement.

3.13 An Agreement can be terminated in writing at any time with due observance of a term of at least 1 month. Termination of the Agreement does not affect the assignments already given. These must be handled in accordance with the Agreement. Within 1 week after the end date of the Agreement, Cadac shall delete the Account and all of the Freelancer's data, as far as this data is not covered by a legal retention obligation. The Freelancer can also delete his/her data directly via "My account".

3.14 Any orders already placed can be cancelled or changed by Cadac up to 4 days prior to the start of the execution of an order. In the event of cancellation, Cadac shall not be liable for any compensation whatsoever.

3.15 If the Freelancer's Account has been inactive for 2 years, the Freelancer's Account shall be deleted by Cadac. The Freelancer's data shall be removed or stored in accordance with Article 3.13 of these general terms and conditions.

Article 4: Using Cadac Experts

4.1 Cadac manages and maintains Cadac Experts and ensures that Cadac Experts is up-to-date at all times. Cadac develops new functionalities for Cadac Experts. Freelancers can make their wishes known to Cadac.

4.2 Cadac strives for optimal use of Cadac Experts for the Freelancer and other users. This requires that the use of Cadac Experts and the Database up to user level be monitored and analysed. The Freelancer agrees to this.

4.3 The Freelancer must use his/her Account, Cadac Experts and the Database only for the purpose for which they are intended, namely to find suitable assignments with Clients and then accept these suitable assignments via Cadac Experts. The Freelancer shall refrain from improper use.

4.4 The Freelancer is in any case not allowed to use the Account, Cadac Experts and/or the Database for:

a)(Commercial) purposes other than activities directly related to finding suitable assignments from Clients and then accepting these specific assignments via Cadac Experts;

b)Posting and/or sending incorrect, incomplete and/or misleading information in general and in particular about the Freelancer himself/herself, third parties and/or the (possible) assignment;

c) Posting and/or sending information, documentation etc. in which illegal activities of any kind are discussed and/or promoted;

d)Carrying out any activity that takes up an unreasonable or extraordinary amount of any infrastructure of Cadac Experts and/or the Database;

e)The automated retrieval and/or reuse of (substantial) parts of the contents of the Database (spidering, harvesting and exploiting) via Cadac Experts or parts thereof, for example by means of a search program. 

4.5 The Freelancer shall not perform any actions that impair the functionality of Cadac Experts and/or the Database or that in any way limits or causes or may cause the Database to be accessible to third parties and/or no longer to be accessible to other users.

4.6 The Freelancer is obliged to report to Cadac any abuse by third parties that he/she finds or suspects.

4.7 Cadac Experts is not liable for any damage resulting from the inaccessibility of Cadac Experts and/or technical defects on Cadac Experts. If, as a result of a malfunction on Cadac Experts, incorrect information is available on Cadac Experts or incorrect assignment requests are issued by the Client or accepted by the Freelancer, this cannot be attributed to Cadac.

Article 5: Cadac's role

5.1 The services offered by Cadac consist of:

a)Offering Cadac Experts and the possibility for the Freelancer to be included in the Database of Freelancers on Cadac Experts;

b)Facilitating the execution by the selected Freelancer(s) of the assignment agreed between the Client and the Freelancer.

5.2 The Freelancer communicates independently and directly with Client(s) about the work to be carried out within the framework of the assignment and therefore also independently agrees with the Client(s) the content of the assignment.

5.3 The Freelancer is free at all times to refuse an assignment from the Client.

5.4 Cadac does not prescribe the manner in which the Client performs its obligations in the context of the assignment.

5.5 Cadac is not an intermediary, seconded personnel or otherwise involved in any form of job placement.

 

Article 6: Intellectual property

6.1 All intellectual property rights relating to Cadac Experts, the Database and the Services, including all intellectual property rights to and in (i) all technology and software incorporated or processed in or forming part of Cadac Experts and (ii) the content on or a part of Cadac Experts and all elements that form part of or are included in (or form a collection or composition of) any of the foregoing, and in respect of everything that Cadac develops, manufactures or provides, including advice and illustrations, are owned by Cadac.

6.2 The conclusion of an agreement with Cadac shall never give rise to any (joint) ownership or right of use with regard to the intellectual property rights referred to in Article 6.1.

6.3 The Freelancer shall not infringe the intellectual property rights of Cadac.

6.4 In case a dispute arises between Cadac and the Freelancer concerning intellectual property, Cadac is presumed to be the rightful owner, unless the Freelancer can prove otherwise.

6.5 Cadac has the right to use the name and logo of the Freelancer for marketing purposes in external communications and on social media.

Article 7: Payment

7.1 The Freelancer is entitled to the fee(s) determined for Cadac.

7.2 Payment of the order is via Cadac Experts.

7.3 For the Services, the Freelancer owes a commission to Cadac equal to a percentage to be determined by Cadac of the total assignment price agreed between the Freelancer and the Client, excluding VAT and any travel and accommodation expenses.

7.4 Within 14 days after completion of the assignment, Cadac shall pay the assignment price received to the Freelancer less the commission.

7.5 If Cadac takes on additional Services without an explicit fee being stipulated in the Agreement, Cadac is entitled to charge a reasonable fee for this.

7.6 As long as the Client does not place an assignment with the Freelancer, the Freelancer does not have to pay any fee for the use of Cadac Experts and the creation of an Account.

7.7 If in the future Cadac wants to charge the Freelancer for having an Account at Cadac Experts, then the Freelancer shall be informed in good time. If the Freelancer does not agree with the increase in costs, the Freelancer shall be given the opportunity to terminate the agreement with Cadac and to delete the Account.

Article 8: Duration

8.1 The Freelancer guarantees that it shall provide the Services without delay or interruption. Non-timely delivery results in default on the part of the Freelancer without a notice of default being required.

8.2 If the Freelancer is unable to fulfil his/her contractual obligations under the Agreement (on time), then he/she must inform Cadac immediately in writing.

8.3 The Freelancer is liable to Cadac and obliged to pay compensation to Cadac if the Freelancer fails to fulfil his/her contractual obligations under the agreement (on time), without prejudice to Cadac's other rights.

Article 9: Compliance

9.1 The Freelancer shall comply with all national and international laws, rules, regulations and standards relating to the execution of the contract, including all applicable laws, rules and regulations.

Article 10: Delivery

10.1 The Freelancer must carry out the assignment accurately, in accordance with the Agreement.

10.2 The commissioning of work by a Cadac Client shall not be regarded as acceptance thereof. The Freelancer can never use a Client’s acceptance or use of Cadac as a defence against a claim of Cadac.

Article 11: Quality

11.1 The Freelancer guarantees that the assignment shall be carried out in accordance with and shall comply with all current laws and regulations. All costs incurred or to be incurred to comply with these regulations, and all fines and damages resulting from non-compliance with these regulations, shall always be borne by the Freelancer, even if these were initially borne by Cadac.

Article 12: Termination

12.1 Cadac has the right to terminate all or part of the agreement with immediate effect by means of a written statement and without notice and to remove the Freelancer's Account, if (i) the Freelancer does not properly fulfil one or more of his/her contractual obligations, or does not fulfil them in a timely manner; (ii) the Freelancer goes bankrupt, applies for a provisional or final suspension of payments or goes into liquidation of his/her business; (iii) all or part of the Freelancer's property is seized. 

12.2 Upon termination of the Agreement by Cadac on the basis of this article, Cadac shall never be obliged to pay any compensation. The Freelancer shall indemnify Cadac against claims from third parties arising from or related to the termination, and is obliged to compensate Cadac for this.

Article 13: Force majeure

13.1 If Cadac is prevented from fulfilling the Agreement due to force majeure, it shall be entitled to suspend the performance of the Agreement. In that case, the Freelancer is not entitled to compensation for damage, costs or interest.

13.2 Force majeure is understood to mean, among other things: Extreme weather conditions, fire, flooding, accident, illness or striking of personnel, business interruption, stagnation in transport, power failure, cyber-terrorism or other types of cyber attacks, security incidents, corruption or loss of data, disruptive legal provisions and the late delivery of goods or services by third parties that have been engaged by Cadac.

13.3 In the event of a situation of force majeure, Cadac shall be entitled to terminate the Agreement for the part that cannot be performed by means of a written statement. If the force majeure situation lasts longer than 6 weeks, the Freelancer is also entitled to terminate the Agreement, by means of a written statement, for the part that cannot be performed.

Article 14: Outsourcing

1.1 The Freelancer is allowed to transfer the execution of an assignment in whole or in part or to outsource it to a third party, if this third party is at least in possession of the same diplomas, certificates, etc. as the Freelancer insofar as these are relevant to the assignment to be carried out.

1.2 The Freelancer's claims against Cadac are not transferable to third parties unless Cadac has given its prior written consent.

Article 15: Cadac Experts availability

1.1 Cadac shall make every effort to keep Cadac Experts and the Database available online. If Cadac Experts and/or the Database cannot be used in whole or in part by the Freelancer, Cadac shall make every effort to ensure that Cadac Experts and/or the Database are fully accessible to the Freelancer again within 1 day. If the problems cannot be resolved within 1 day, the Freelancer shall be informed by e-mail and (if possible) via Cadac Experts.

1.2 Cadac makes no guarantees as to:

a)The functionality, compatibility with specific software browsers or performance of Cadac Experts and/or the Database;

b) Finding suitable assignments and/or being able to enter into assignments.

Article 16: Liability and damages

16.1 The Freelancer is liable for all loss or damage, of whatever nature and regardless of how it occurs or is caused, that occurs at Cadac and/or third parties, including persons and legal persons who work with or for Cadac, in particular the Cadac Client, in connection with the execution of an assignment by the Freelancer or with acts or omissions on the part of the Freelancer, his/her subcontractors and/or suppliers. The Freelancer shall indemnify Cadac against claims from third parties, including Clients of Cadac, who suffer the aforementioned loss or damage.

16.2 Damage to the Freelancer's materials, and to those of his/her subcontractors or suppliers, both on the premises of Cadac's Client and elsewhere, as well as loss or damage caused by injury to a person, is at the expense and risk of the Freelancer.

16.3 The Freelancer is obliged to insure himself/herself against the above risks and losses with a reliable insurance company. The Freelancer is obliged to provide proof of such insurance when requested, and to keep Cadac informed of any changes.  

Article 17: Protection of personal data

17.1 Cadac needs to process the Freelancer's personal data for the execution of the agreement. Cadac shall process this personal data only for the purpose of executing its agreement with the Freelancer and in accordance with the General Data Protection Regulation and other applicable privacy laws. For the way in which Cadac handles personal data within Cadac Experts and the rights of Freelancer in this respect, Cadac refers to its Privacy Statement.

Article 18: Applicable law and competent court

18.1 The agreement(s) between Cadac and the Freelancer is governed by Dutch law.

18.2 All disputes between Cadac and the Freelancer shall be settled exclusively by the competent court in Limburg, Maastricht, the Netherlands. Notwithstanding this provision, Cadac also has the right at any time to submit a dispute or claim to the competent court of the place where the Freelancer is located or has his/her actual registered office.

Article 19: Final provisions

19.1 The nullity or voidability of any provision of these terms and conditions or of agreements to which these terms and conditions apply shall not affect the validity of the remaining provisions. Cadac and the Freelancer are obliged to replace provisions that are void or nullified by valid provisions with a meaning equivalent to that of the void or nullified provision to the extent possible.

19.2 The Dutch text shall be decisive in explaining and interpreting these general terms and conditions. 

 

Appendix 5: Cadac Wallet General Terms and Conditions

Definitions

The following terms are used in this document:

  1. "Account" refers to a data object that contains the digital profile of the Client, which said Client can access using his/her personal login details to make purchases on the Website;
  2. "Cadac" refers to Cadac Group BV, registered at the Chamber of Commerce under number 66766052, or any of its affiliated companies;
  3. "Client" refers to any person or legal entity entering into an agreement with Cadac;
  4. "Website" refers to the platform on the cadac.com website, which is managed by Cadac.

Cadac Wallet

  • These General Terms and Conditions apply to Cadac Wallet.
  • The Client is automatically assigned a Cadac Wallet when the Client creates an Account on the Website.
  • Each Cadac Wallet contains 2 types of credit, Prepaid credit (the credit purchased) and Saved credit (the credit earned through the loyalty program as a reward for using the Website).
  • The Cadac Wallet and, therefore, also the credit that it stores expire at the moment the corresponding Account is, for whatever reason, terminated. Terminating an account is irreversible. The Client should check his/her Cadac Wallet before terminating the Account.
  • The Client can find out how much is in his/her Wallet by checking his/her Account.
  • The Cadac Wallet represents a value! The Client should, therefore, keep his/her Account login details safe. This will prevent misuse and fraud.

Prepaid credit

  • The Client may purchase credit for use on the Website. Cadac invoices the Client for this credit. The credit is only available in the Cadac Wallet after the invoice has been paid.
  • The purchase of Prepaid credit by the Client cannot be reversed. This means that the Client cannot have the Prepaid credit converted back into cash.
  • The Prepaid credit is personal and bound to the Client concerned. The Prepaid credit is non-transferable.
  • The Prepaid credit does not expire and can be freely spent by the Client on the Website (with the exception of training sessions on location).

Saved credit

  • The Client earns credit by purchasing products and services on the Website, so-called Saved credit.
  • The Saved credit is valid for a period of 1 year after the last purchase. However, the Saved credit's period of validity is automatically extended each time a new purchase is made.
  • The Client can see how many Euros of Saved credit he/she will earn per product or service during the ordering process.
  • When making a purchase, the payment is automatically deducted from the Saved credit before being deducted from the Prepaid credit. If the size of these credit balances is insufficient, an additional payment will be required using another payment method.
  • Saved credit cannot be used for all purchases. Cadac will always clearly indicate on the Website what the Saved credit can be used for at that moment. In any case, the Saved Credit cannot be used for training on location.

Other terms and conditions

  • The General Terms and Conditions: Introduction and Cadac Experts General Terms and Conditions for Clients (Appendix 3) apply to that not covered here.

Version, 01 -2020

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